All-Zip Roofing is a leading provider of comprehensive roofing solutions in the China market. It focuses on energy conservation and environmental protection and holds several key patents concerning roofing. It has played a key role in the development and drafting of national roofing standards in China, and established the first industry association for roofing in the country.

"We are pleased to announce this framework agreement with All-Zip Roofing," said Xiaofeng Peng, Chairman of SPI. "We aim to leverage our high-quality, low-cost development services and All-Zip Roofing's leading position in the roofing business to become the leading DG business in China. All-Zip Roofing's dominance in Eastern China, one of the fastest growing markets for DG, will increase our access to an especially promising market."

Subject to the conditions of the agreement, SPI Solar intends to acquire All-Zip Roofing for an aggregate purchase price of 11 times the earnings of All-Zip Roofing, based on its audited financial statements for 2014, or approximately RMB330.0 million. Consideration for the acquisition will consist entirely of SPI ordinary shares valued at a price of U.S. $2.38 per share, and will be calculated based on the exchange rate at October 28, 2014. Prior to the acquisition, All-Zip Roofing will engage in an off-shore and on-shore reorganization. Upon the completion of the reorganization, Xinwei Solar will acquire All-Zip Roofing. The closing date of the transaction is expected to occur 10 working days after the date that all closing conditions are fulfilled.

Founded in 2004, Shanghai All-Zip Roofing System Group Co., Ltd. specializes in providing total solutions for roofing systems of buildings. It is primarily focused on energy conservation and the environment protection field, including roofing systems for public buildings, integrated systems for solar power projects and buildings, solar mounting systems, all-in-one energy-saving roofing systems, rainwater collection and green roofing systems, and reforming roofing systems of old buildings for insulation and waterproofing. For additional information visit: www.all-zip.com

Safe Harbor Statement:

This release may contain certain "forward-looking statements" relating to the business of SPI Solar, its subsidiaries and the solar industry, which can be identified by the use of forward-looking terminology such as "will," "expects," "anticipates," "future," "intends, "plans," "believes," "estimates," "expects" or similar expressions. These statements constitute "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and as defined in the U.S. Private Securities Litigation Reform Act of 1995. Among other things, the quotations from management in this press release and the Company's operations and business outlook, contain forward-looking statements. These forward-looking statements involve known and unknown risks and uncertainties, including uncertainties regarding whether the transaction contemplated will be successfully completed and whether the acquisition Shanghai All-Zip Roofing will be successful. All forward-looking statements are expressly qualified in their entirety by this cautionary statement and the risks and other factors detailed in the company's reports filed with the Securities and Exchange Commission. The company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities law.